EXHIBIT 10.12

                                SUPPLY AGREEMENT
                                ----------------

         THIS AGREEMENT is made as of the 18th day of October, 2004, by and
between Sigma-Aldrich Fine Chemicals, an operating division of Sigma-Aldrich
Inc., having an office at 3050 Spruce Street, St. Louis, MO 63103 ("Seller"),
and Vascular Solutions, Inc., having an office at 6464 Sycamore Court,
Minneapolis, MN 55369 ("Buyer").

         WHEREAS, Seller has the experience and capability to manufacture and
supply thrombin solution from bovine plasma as further described in Attachment
1, and

         WHEREAS, Buyer desires to have available on a coordinated continuing
basis a supply of said product,

         NOW, THEREFORE, in consideration of the premises and mutual covenants
and conditions contained herein, the parties hereto agree as follows:

                                    ARTICLE I

                                   DEFINITIONS
                                   -----------

         For the purposes of this Agreement, the following words and phrases
shall have the following meanings:

         1.1      "Affiliate" shall mean with respect to any specified Person,
                  any other Person that directly or indirectly through one or
                  more intermediaries, controls, or is controlled by, or is
                  under common control with, the Person specified. For purposes
                  of this definition, "control" including, with correlative
                  meanings, the terms "controlled by" and "under common control
                  with" means ownership directly or indirectly of more than
                  fifty percent (50%) of the equity capital having the right to
                  vote for election of directors in the case of a corporation
                  and more than fifty percent (50%) of the beneficial interest
                  in the case of a business entity other than a corporation.

         1.2      "Agreement" shall mean this Supply Agreement.

         1.3      "GMP shall mean that the Product will be manufactured in
                  accordance with ICH Q7A to be used in preparation of a "drug
                  product" as defined in accordance with 21CFR211.

** The appearance of a double asterisk denotes confidential information that has
been omitted from the exhibit and filed separately, accompanied by a
confidential treatment request, with the Securities and Exchange Commission
pursuant to Rule 24b-2 of the Securities Exchange Act of 1934.

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         1.4      "Contract Year" shall mean the period of twelve (12) months
                  from and including the Effectiveness Date and each subsequent
                  consecutive period of twelve (12) months during the
                  continuance of this Agreement.

         1.5      "Effectiveness Date" shall mean the earlier of the date that
                  Buyer receives approval from the FDA for the inclusion of
                  Seller's Product in at least one of Buyer's hemostasis
                  products for sale in the United States and January 1, 2007.

         1.6      "FDA" shall mean the United States Food & Drug Administration,
                  or any successor organization.

         1.7      "Government Approvals" shall mean any approvals, licenses,
                  permits, registrations or authorizations, howsoever called, of
                  any United States or foreign regulatory agency, department,
                  bureau or other government entity necessary for Seller's
                  manufacture, use, storage, transport or sale of the Product.

         1.8      "Lot" shall mean a manufacturing lot of the Product with a
                  sufficient quantity of components to result in a final yield
                  of at least ** units of the Product.

         1.9      "QSR's" shall mean the Quality System Regulations of the FDA.

         1.10     "Person" shall mean any individual, corporation, company,
                  limited liability company, partnership, business trust,
                  business association, governmental entity, governmental
                  authority or other legal entity.

         1.11     "Product" shall mean thrombin solution from bovine plasma as
                  described in Attachment 1 attached hereto and/or alternatively
                  termed the API or Active Pharmaceutical Ingredient.

         1.12     "Specifications" shall mean the specifications for the Product
                  set out in Attachment 1 attached hereto, as shall be amended
                  from time to time by mutual written agreement of the parties.

         1.13     "Term" shall mean from the date of this Agreement to the
                  expiration of the Tenth Contract Year, unless extended or
                  terminated as provided for herein.

                                   ARTICLE II

                              PURCHASE AND DELIVERY
                              ---------------------

         2.1      During the Term of this Agreement, Seller agrees to
                  manufacture and sell and Buyer agrees to purchase the Product
                  on the terms and conditions stated in this Agreement

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         2.2      Purchase orders for the Product will be placed on Buyer's
                  standard purchase order form then in effect. All terms and
                  conditions of this Agreement shall supersede any terms or
                  conditions of Buyer's or Seller's ordering or shipment forms
                  which modify or are otherwise inconsistent with the terms and
                  conditions of this Agreement. All shipments of Product will be
                  supplied by Seller in accordance with the Specifications in
                  Attachment 1.

         2.3      All Product sold by Seller to Buyer shall be F.O.B. St. Louis,
                  Missouri. Seller shall retain title and bear the risk of loss
                  on the Product until such time as a shipment has been
                  delivered to the carrier designated by Buyer or, if no such
                  designation has occurred, Seller's regular carrier.

         2.4      Seller shall package and ship the Product in a commercially
                  reasonable manner in accordance with Buyer's reasonable
                  instructions. At Buyer's option, Seller will procure insurance
                  on the shipments against damage to or loss of the Product. Any
                  such shipping insurance so provided by Seller will be
                  subsequently billed to Buyer, and Buyer will reimburse Seller
                  for the actual costs of such insurance. No partial shipments
                  shall be made without Buyer's written consent.

         2.5      In the event that any portion of the shipment of the Product
                  received by Buyer fails to conform to the Specifications,
                  Buyer may reject the non-conforming Product shipment by giving
                  written notice to Seller within ninety (90) days of Buyer's
                  receipt of the Product, which notice shall specify the manner
                  in which the Product fails to meet the Specifications. In the
                  event a Product defect could not have been ascertained by
                  Buyer upon reasonable inspection of the Product and analysis
                  thereof, then the ninety (90) day time period referred to
                  herein shall not apply provided that (i) Buyer notifies Seller
                  promptly upon having reason to know of such Product defect
                  (but in any event no later than twelve (12) months from date
                  of delivery) and (ii) the limitation on remedy and liability
                  set out in Paragraph 2.8 shall apply with respect thereto.

         2.6      In the event Seller does not agree that any such Product
                  failed to meet the Specifications and Seller and Buyer cannot
                  reach agreement with respect to such Product, Seller will
                  submit the question of whether the Product failed to meet the
                  Specifications to an independent laboratory selected by Seller
                  and approved by Buyer for determination. The findings of such
                  laboratory shall be binding upon Seller and Buyer and the cost
                  of such determination shall be paid by the party in error.


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         2.7      Subject to Sections 2.5 and 2.6, Seller shall replace any
                  Product not conforming to the Specifications forthwith, at its
                  expense, or if it is unable to make prompt replacement, Seller
                  shall either credit Buyer's account or refund any payment made
                  on the nonaccepted Product, depending on Buyer's account
                  balance, within forty-five (45) days of Seller's receipt of
                  notice of Buyer's non-acceptance. Buyer shall return, at
                  Seller's expense, the nonaccepted Product to Seller.

         2.8      Except as provided for under Paragraph 6.5 regarding Seller's
                  indemnification obligations for third party claims, the
                  remedies described in Section 2.5 and 2.7 shall be Buyer's
                  sole remedy and Seller's only liability to Buyer hereunder
                  with respect thereto.

         2.9      By the beginning of each calendar quarter (January 1, April 1,
                  July 1 and October 1), Buyer shall submit to Seller (i) a
                  binding order setting forth the quantities, delivery dates and
                  shipping instructions for Product delivery for the calendar
                  quarter commencing three months following such date, and (ii)
                  a non-binding forecast for delivery of Product for the next
                  following twelve (12) months. Binding orders shall be
                  considered firm and non-cancelable, however, Buyer may request
                  an increase to a binding order and Seller agrees to use
                  commercially reasonable efforts to supply such additional
                  Product in accordance with the terms and conditions of this
                  Agreement. The forecast will be used to determine the volume
                  purchase price for the Contract Year, which shall be adjusted
                  immediately if the actual amount of purchases during such
                  Contract Year exceeds or is less than the forecasted amount.

         2.10     Each purchase order issued by Buyer shall be in full
                  increments of one (1) Lot.

         2.11     Seller agrees that during the Term of this Agreement, Seller
                  and its Affiliates will not directly or indirectly sell the
                  Product or any derivative of the Product in or as a component
                  of a hemostatic product for medical use. The foregoing
                  restriction shall be conditioned upon and subject to Buyer's
                  continuing purchase of at least three (3) Lots of the Product
                  each Contract Year during the Term of this Agreement. In the
                  event that Buyer fails to purchase at least three (3) Lots of
                  Product during any such Contract Year, Seller shall not be
                  obligated to the foregoing restriction and at its sole
                  discretion may terminate this Agreement upon thirty (30) days
                  written notice to Buyer.






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                                  ARTICLE III

                                QUALITY STANDARDS
                                -----------------

         3.1      All raw materials are defined by engineering drawings or
                  specifications. Approved vendors must be designated on the
                  drawings/specs. Raw materials will be supplied by Seller.
                  Seller will use standard operating procedures which define the
                  sampling methodology and the analytical methods used to assure
                  that the raw materials meet the defined specifications. Seller
                  will notify Buyer in writing of any changes to the
                  specifications, sampling or test methods of raw materials or
                  any changes in approved vendors.

         3.2      Seller shall be responsible for and shall provide all
                  packaging materials and printed materials associated with the
                  Product. This includes, but is not limited to, container
                  labels, container cartons and packaging material. Seller shall
                  be responsible for compliance with all Federal, State and
                  Local laws and regulations concerning packaging and labeling
                  materials, and for obtaining any necessary regulatory
                  approvals of printed materials, artwork and copy. Seller shall
                  obtain prior approval from Buyer before revising any printed
                  packaging components, primary container components and any
                  Buyer-supplied packaging components used in the Product.

         3.3      Materials not found to meet Specifications will be considered
                  non-conforming. Seller shall determine the future usability of
                  non-conforming materials. Actions taken to investigate the
                  non-conformance and to justify the release of the batch of
                  material must be fully documented. Copies of all documentation
                  associated with non-conformance of materials used shall be
                  maintained by Seller.

         3.4      The manufacturing process or traveler shall be maintained by
                  the Document Control / Quality Control group within Seller.
                  These documents shall be reviewed and approved by Buyer
                  according to Buyer's requirements. Listed on Buyer's Purchase
                  Order will be the types of changes to the manufacturing
                  process or traveler that require approval by Buyer prior to
                  implementation. Each Lot of product produced must be assigned
                  a unique batch or lot number. Any deviation from the specified
                  manufacturing process must be documented in the batch record
                  or traveler. Seller shall have a system to document the
                  deviation, the investigation that was undertaken and the
                  conclusion drawn from that investigation. The documentation
                  associated with any deviation in the manufacturing process
                  shall become part of the batch record.

         3.5      Seller is responsible for ensuring that equipment is routinely
                  calibrated, inspected, maintained and qualified for use.
                  Calibration must be traceable to national or international
                  standards and the calibration status must be clearly
                  identified on the equipment.


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         3.6      Buyer must be provided with a copy of the top-level history
                  record (traveler/batch record) for the Product manufactured,
                  if so requested by Buyer. Seller agrees to maintain all
                  records that support this document (e.g.,
                  inspection/acceptance records for subassemblies and
                  components) for the Term of this Agreement.

         3.7      All in-process and finished Product testing shall be conducted
                  by Seller using validated test methods. Upon reasonable
                  request, Seller shall provide Buyer with a certificate of
                  analysis indicating each test parameter, test method, test
                  result and the corresponding acceptance criteria for each
                  batch/lot of product manufactured or packaged, as well as a
                  statement indicating that all associated documentation has
                  been reviewed and approved by the appropriate quality control
                  unit.

         3.8      Seller is responsible for obtaining and maintaining file
                  samples.

         3.9      Seller will allow GMP audits to be performed by approved
                  representatives of Buyer during normal business hours upon
                  reasonable advance notice and not to exceed two per year.
                  Buyer reserves the right to request additional audits of
                  Seller in the event that special circumstances require
                  additional investigation, such as product recalls or other
                  quality assurance issues.

         3.10     Process/product and cleaning validation shall be performed by
                  Seller using protocols developed according to industry
                  standards. Seller shall be responsible for conducting the
                  validation studies and maintaining validation reports. Seller
                  is responsible for operating within validated parameters.

         3.11     Seller agrees to manufacture in a manufacturing environment
                  such that the particulate and microbial levels are within the
                  Specifications. If no Specifications are defined, then no
                  particular manufacturing environment requirements are
                  necessary beyond applicable GMP guidelines. Where particulate
                  and microbial levels are required for the Product, then the
                  facilities and raw materials used during the manufacturing and
                  packaging process shall be monitored for these factors. Seller
                  shall be responsible for the establishment and institution of
                  a monitoring program to assure that the Product will meet the
                  required particulate and microbial levels and shall maintain
                  the records obtained from this monitoring program.

         3.12     Buyer shall maintain distribution records which contain all of
                  the appropriate information as specified in 21 CFR, Section
                  211.198. Handling and documentation of returned product from
                  end-users is the responsibility of Buyer.

         3.13     Buyer is responsible for investigating and handling complaints
                  from end-users. Seller shall cooperate with Buyer's
                  investigations, including providing manufacturing-related
                  records as they relate to the investigation.

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         3.14     Seller warrants that all federal environmental and safety
                  requirements are being and will be followed at its facilities.
                  Buyer shall have the right to inspect at reasonable times
                  during normal business hours, and on reasonable prior notice,
                  the operations, records and facilities of Seller wherein
                  Products are manufactured, tested and stored for shipping for
                  the purpose of quality assurance auditing and to evaluate
                  compliance with applicable environmental and occupational
                  health and safety laws and regulations.

         3.15     Seller shall notify Buyer of significant incidents relating to
                  production of the Product, including but not limited to the
                  following (i) fatalities and/or significant injuries or
                  occupations illnesses; (ii) incidents resulting in property
                  damage of $50,000 or more; (iii) environmental releases
                  reportable to regulatory agencies; (iv) regulatory agency
                  inspections alleging non-compliance; and (v) request for
                  information, notices of violations or other communication from
                  a governmental agency relating to environmental or
                  occupational health and safety compliance.

         3.16     At Buyer's request, Seller shall provide copies of all
                  relevant environmental licenses and permits pertaining to its
                  operation and shall notify Buyer of any change in status.

         3.17     At Buyer's request, Seller will provide Buyer with copies of
                  all applicable insurance certificates.

         3.18     Unless otherwise stated in this Agreement, Seller is
                  responsible for compliance to all Federal, State and Local
                  laws and regulations as they apply to Seller's business.

         3.19     Seller shall cooperate with Buyer's reasonable requests for
                  information and assistance in all FDA and international
                  regulatory filings, audits and approvals. Seller shall
                  promptly notify Buyer of any announced or unannounced FDA or
                  foreign authority inspection relating to the manufacture of
                  the Product. Seller shall permit a representative of Buyer to
                  be present at Seller's facilities during any inspection
                  relating to the manufacture of the Product. Seller shall
                  immediately provide Buyer with copies of any resulting
                  document of action (FDA Form 483 inspectional observation
                  report, regulatory letters, etc.) resulting from these audits.
                  Should either Seller or Buyer receive any such document of
                  action related to the Product, it shall immediately notify the
                  other and shall provide to the other an opportunity to the
                  extent feasible under the circumstances to provide input to
                  any response to any such document of action. Seller shall
                  cooperate with Buyer to address any GMP deficiencies noted
                  during any FDA audit.




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                                   ARTICLE IV

                                     PRICING
                                     -------

         4.1      During the First Contract Year, Buyer will pay Seller the
                  purchase price specified in Attachment 2 for each Lot of
                  Product ordered and shipped to Buyer. The prices for each
                  Contract Year subsequent to the First Contract Year shall be
                  adjusted for inflation, effective the first day of such
                  Contract Year. The adjusted price will be the price for the
                  prior Contract Year plus an inflation factor equal to the
                  12-month average percentage increase in total compensation for
                  private industry workers for the period ending the most recent
                  December 31 as indicated on Table 3 of the EMPLOYMENT COST
                  INDEX published by the Bureau of Labor Statistics of the
                  United States Department of Labor or, if the EMPLOYMENT COST
                  INDEX should cease to be published, any comparable category in
                  a comparable index agreeable to both parties, in any case
                  multiplied by the prior Contract Year's price.

         4.2      Seller shall invoice Buyer on each shipment of the Product,
                  and payment shall be made in all cases net 30 days from the
                  date of shipment. Any invoiced amounts due but not paid from
                  and after the date due shall accrue a service charge of 1% per
                  month or the maximum rate allowed by law, whichever is lower.
                  Such prices do not include, and Buyer shall pay for, any
                  excise, sales, use or like taxes resulting from the sale of
                  the Product to Buyer.

         4.3      In addition to the adjustment provided in Section 4.1 of this
                  Agreement, Seller may implement an increase to the purchase
                  price if (i) Buyer requires a change to the manufacturing
                  processes, testing requirements or raw materials for the
                  Product, (ii) Seller is required to make a change to the
                  manufacturing processes, testing requirements or raw materials
                  for the Product, or (iii) the cost of raw materials for the
                  Product increases. The amount of increase to the purchase
                  price will be equal to the actual amount of increased cost to
                  Seller, and will apply to all quantity levels of the purchase
                  price as listed on Attachment 2. If Seller increases the
                  purchase price pursuant to this Section 4.3, Seller will send
                  a price increase notice to Buyer, together with documentation
                  of the cost increase, and such price increase shall take
                  effect immediately for any future binding orders placed by
                  Buyer.

                                    ARTICLE V

                                DEVELOPMENT WORK
                                ----------------

         5.1      Seller and Buyer agree and understand that development work
                  will be required to be performed to allow Seller's manufacture
                  of the Product, and that successful completion of this
                  development work will be required prior to ordering any
                  Product under this Agreement.

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         5.2      Seller agrees to perform the development or transfer of the
                  appropriate analytical methods for raw material, in-process
                  and release testing to the GMP facility. This work will
                  include reformatting of Standard Operating Procedures to GMP
                  quality control format and instrumentation, validation of
                  methods and performing raw material acceptance testing and
                  final release testing. The development work specified in this
                  Section 5.2 will be performed at a total cost of ** to be paid
                  by Buyer to Seller upon completion of this phase of
                  development work.

         5.3      Seller agrees to conduct development trials to establish
                  whether Seller can produce material that meets the
                  Specifications by a process that includes the isolation of a
                  partially purified intermediate. This development work will
                  determine the suitability of the intermediate regarding
                  stability and yield and also define critical parameter limits
                  for the process. Upon successful completion, a draft batch
                  record (Seller's Master Manufacturing Formula) will be
                  written, and the process transferred to the GMP facility.
                  Progression of the project requires agreement of Seller and
                  Buyer of successful completion of the development work
                  specified in this Section 5.3. The development work specified
                  in this Section 5.3 will be performed at a total cost of ** to
                  be paid by Buyer to Seller upon completion of this phase of
                  development work.

         5.4      Seller will use its best reasonable efforts to complete the
                  development work specified in Sections 5.2 and 5.3 within five
                  (5) months from the date of this Agreement. Buyer understands
                  that the completion of the work is subject to several
                  uncertainties which may extend this planned completion date.

         5.5      Upon completion of the development work specified in Sections
                  5.2 and 5.3, Seller will undertake the production of one (1)
                  batch of ** units of Product in Seller's GMP facility meeting
                  the Specifications. The production of one (1) batch of **
                  units of Product will be performed by Seller at a total cost
                  of ** to be paid by Buyer to Seller upon delivery of the same.
                  All work will be performed using controlled documents, and
                  Seller's QC group will perform release tests.

         5.6      Upon successful completion of the work outlined in Section
                  5.5, Seller shall manufacture and sell to Buyer three (3) Lots
                  of Product at the pricing set forth in Attachment 2. Seller
                  will use its best efforts to manufacture the first Lot in
                  accordance with the Specifications in a manner to make the
                  Product suitable for use by Buyer; however, no assurance is
                  made that the Product from the first Lot will be in full
                  accordance with the Specifications. All Lots of Product
                  manufactured after the first Lot must be according to the
                  Specifications in order to make the Product suitable for use
                  by Buyer. During and upon successful completion of
                  manufacturing the third Lot of Product, Seller shall validate
                  its processes at a cost to Buyer of **. In the event that the
                  Seller requires Product manufacturing to be relocated to
                  another facility following completion of process validation
                  work, Seller agrees to cover the cost of any additional
                  validations required as a result of the relocation Upon
                  completion of process validations, Seller shall promptly
                  perform


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                  the stability studies outlined in Attachment 3 at Buyer's cost
                  as outlined in Attachment 3.

         5.7      Seller will use its best reasonable efforts to complete (i)
                  the development work specified in Section 5.5 within two (2)
                  months following the completion of the development work
                  specified in Sections 5.2 and 5.3, and (ii) the manufacturing
                  work specified in Section 5.6 within ten (10) months
                  thereafter. Buyer understands that the completion of the work
                  is subject to several uncertainties which may extend this
                  planned completion date.

                                   ARTICLE VI

                         REPRESENTATIONS AND WARRANTIES
                         ------------------------------

         6.1      Each party represents and warrants to the other that the
                  execution of this Agreement and the full performance and
                  enjoyment of the rights of Seller and Buyer under this
                  Agreement will not breach or in any way be inconsistent with
                  the terms and conditions of any license, contract,
                  understanding or agreement, whether express, implied, written
                  or oral between the warranting party and any third party.

         6.2      Seller represents and warrants that, to the best of its
                  knowledge as of the date of this Agreement, no patents, patent
                  applications if issued, or any other proprietary rights of any
                  third party would be infringed by the manufacture, use or sale
                  of the Product.

         6.3      Seller warrants that all Product supplied pursuant to this
                  Agreement shall be free from defects in materials and
                  workmanship, shall be of merchantable quality, shall conform
                  to the requirement of applicable federal and state regulatory
                  requirements, shall have all necessary Government Approvals
                  and shall meet the Specifications. At Buyer's request, Seller
                  shall certify in writing that it is in substantial compliance
                  with all applicable environmental and occupational health and
                  safety laws and regulations.

         6.4      SELLER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,
                  INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF
                  MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. BUYER
                  IS SOLELY RESPONSIBLE FOR DETERMINING THAT THE PRODUCT
                  PROVIDED BY SELLER HEREUNDER IS OF GOOD QUALITY, FREE FROM
                  DEFECTS, CONFORMS TO THE SPECIFICATIONS AND IS MERCHANTABLE.

         6.5      Subject to Section 6.6, Seller shall indemnify, defend and
                  hold harmless Buyer from all actions, losses, claims, demands,
                  damages, costs and liabilities (including reasonable
                  attorneys' fees) to which Buyer is or may become subject
                  insofar as they arise out of or are alleged or claimed to
                  arise out of (i) personal injury, death


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                  or property damage sustained by any person(s) resulting from
                  the use of any Product manufactured by Seller, (ii) any breach
                  by Seller of any of its obligations under this Agreement or
                  warranties of Seller, or (iii) any negligent or willful act or
                  omission by Seller or its employee, agents or subcontractors.

         6.6      Subject to Section 6.5, Buyer shall indemnify, defend and hold
                  harmless Seller from all actions, losses, claims, demands,
                  costs and liabilities (including reasonable attorney's fees)
                  to which Seller is or may become subject insofar as they arise
                  out of or are alleged or claimed to arise out of (i) any
                  breach by Buyer of any of its obligations under this
                  Agreement, (ii) any negligent or willful act or omission by
                  Buyer or its employees, agents or subcontractors, (iii)
                  personal injury, death or property damage sustained by any
                  person(s) resulting from the use of Product manufactured by
                  Buyer or by a third party at the direction of Buyer, or (iv)
                  any labeling, advertising or promotional materials used by
                  Buyer.

         6.7      A party entitled to indemnification hereunder agrees to give
                  prompt written notice to the indemnifying party after the
                  receipt by such party of any written notice of the
                  commencement of any action, suit, proceeding or investigation
                  or threat thereof made in writing for which such party will
                  claim indemnification pursuant to this Agreement and cooperate
                  fully with the indemnifying party in conducting such defense.
                  Unless, in the reasonable judgment of the indemnified party, a
                  conflict of interest may exist between the indemnified party
                  and the indemnifying party with respect to a claim, the
                  indemnifying party may assume the defense of such claim with
                  counsel reasonably satisfactory to the indemnified party. If
                  the indemnifying party is not entitled to, or elects not to,
                  assume the defense of a claim, it will not be obligated to pay
                  the fees and expenses of more than one counsel with respect to
                  such claim. The indemnifying party will not be subject to any
                  liability for any settlement made without its consent, which
                  shall not be unreasonably withheld.

         6.8      The provisions and obligations of this Article VI shall
                  survive any termination of this Agreement.


                                   ARTICLE VII

                               RECALLS AND RETURNS
                               -------------------

         7.1      In the event of a recall involving any Buyer finished product
                  containing Product supplied hereunder is required by a
                  governmental agency or authority of competent jurisdiction or
                  if recall is deemed advisable by Buyer, such recall shall be
                  promptly implemented and administered by Buyer in a manner
                  which is appropriate and reasonable under the circumstances
                  and conformity with accepted trade practices. Subject to
                  Paragraph 7.2, in the event that a recall is required as a
                  result of Buyer's breach of its obligations hereunder, all
                  costs and expenses incurred in connection therewith will be
                  borne by Buyer. Subject to


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                  Paragraph 7.2, in the event that a recall is required as a
                  result of Seller's breach of its obligations hereunder, all
                  costs and expenses incurred in connection therewith shall be
                  borne by Seller.

         7.2      Notwithstanding anything in this Agreement to the contrary, in
                  the event of any recall, neither party shall be liable to the
                  other party for special, incidental or consequential damages,
                  loss of profit or loss of use, whether a claim arises in tort
                  or contract. The limitation on liability provided for herein
                  shall apply even in the event of the fault, negligence or
                  strict liability of the party that may be responsible for the
                  liability associated with such recall or the Products
                  recalled.

         7.3      The provisions and obligations of this Article VII shall
                  survive any termination of this Agreement.


                                  ARTICLE VIII

                                 CONFIDENTIALITY
                                 ---------------

         8.1      During the term of this Agreement each party may disclose
                  information to the other party that is of a confidential or
                  proprietary nature. Information which is designated in writing
                  to be confidential or, if disclosed orally, reduced to writing
                  and designated as confidential within thirty (30) days of such
                  disclosure (Confidential Information) shall be maintained in
                  confidence by the receiving party and not disclosed to third
                  parties except upon the disclosing party's prior written
                  consent. It shall be understood, however, that Confidential
                  Information shall not include, and the obligations of
                  confidentiality and nondisclosure shall not apply to,
                  disclosed information that:
                  a)       is or becomes publicly available through no fault of
                           the receiving party;
                  b)       is disclosed without restriction to the receiving
                           party by a third party entitled to disclose it;
                  c)       is already known to the receiving party at the time
                           of disclosure by the disclosing party as shown by its
                           prior written records;
                  d)       is developed independently by an employee or
                           consultant of the receiving party who had no
                           knowledge of disclosures made under this Agreement;
                           or
                  e)       is required to be disclosed in compliance with a
                           governmental regulation or judicial or administrative
                           process.

         8.2      No right or license, either expressed or implied, under any
                  patent or other intellectual property right is granted
                  hereunder.

         8.3      The obligations of confidentiality and non-disclosure shall
                  remain in effect and survive for a period of five (5) years
                  from the termination of this Agreement.


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                                   ARTICLE IX

                              TERM AND TERMINATION
                              --------------------

         9.1      Unless sooner terminated in accordance with its terms, this
                  Agreement shall terminate upon the completion of the Tenth
                  Contract Year. This Agreement shall be automatically extended
                  for up to five (5) additional successive one year terms unless
                  one party delivers notice of termination at least one year
                  prior to the scheduled termination of this Agreement.

         9.2      If either party defaults in the performance or observation of
                  any of its material obligations under this Agreement, the
                  non-defaulting party may terminate this Agreement if such
                  default is not cured within thirty (30) days after written
                  notice thereof, which notice shall contain a specific
                  identification of the default. Failure to terminate this
                  Agreement for any default or breach shall not constitute a
                  waiver by the aggrieved party of its right to sue for damages
                  or its right to terminate this Agreement for any other default
                  or breach.

         9.3      If Buyer fails to purchase at least three (3) Lots of Product
                  in any Contract Year, Seller may terminate this Agreement if
                  Buyer has not corrected such deficiency by issuing a
                  definitive purchase order to Seller within thirty (30) days
                  after written notice thereof.

         9.4      Either party may terminate this Agreement upon written notice
                  in the event that the other party files for bankruptcy,
                  liquidation, dissolution, or takes similar action seeking
                  protection against creditors under insolvency laws, or has
                  entered against it involuntarily a decree in bankruptcy or
                  similar decree which remains in effect for sixty (60) days.

         9.5      This Agreement may be terminated upon the mutual written
                  agreement of the parties.

         9.6      Expiration or earlier termination of this Agreement will not
                  extinguish rights or obligations previously accrued or vested.

         9.7      Upon the expiration of this Agreement or its earlier
                  termination, Seller will use its best efforts to assist Buyer
                  in the transfer of relevant manufacturing technology and
                  information not considered to be Seller's proprietary
                  information to another qualified manufacturing site and Buyer
                  will pay Seller for all such efforts in an amount mutually
                  agreed upon by the parties prior to transfer of information.

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                                    ARTICLE X

                           TRADEMARKS AND TRADE NAMES
                           --------------------------

         10.1     Buyer and Seller hereby acknowledge that neither party now has
                  and shall not hereafter acquire, any interest in any of the
                  other party's trademarks, trade names, service marks or logos
                  appearing on the labels or packaging materials containing the
                  Product. No party shall, without the prior written consent of
                  the affected party, use in advertising, publicity or
                  otherwise, the name, trademark, logo, symbol or other image of
                  the other party.

         10.2     Neither party will issue or disseminate any press release or
                  statement, nor initiate any communication of information
                  regarding the existence or the terms of this Agreement,
                  written or oral, to the communications media or a third party
                  without the prior written consent of the other party.

         10.3     The obligations of this Article shall remain in effect and
                  survive the termination of this Agreement.


                                   ARTICLE XI

                            ASSIGNMENT AND AMENDMENT
                            ------------------------

         11.1     This Agreement may not be assigned by either party without the
                  prior written consent of the other, except that either party
                  may assign this Agreement to any corporation with which it may
                  merge or consolidate, or to which it may transfer all or
                  substantially all of its assets to which this Agreement
                  relates, without obtaining the consent of the other party,
                  provided the assignee agrees to be bound, in written notice
                  sent to the other party, by the terms and conditions of this
                  Agreement. Subject to the foregoing, this Agreement shall be
                  binding upon and shall inure to the benefit of the parties
                  hereto and their respective successors and assigns.

         11.2     Except as otherwise provided herein, this Agreement may not be
                  amended, supplemented or otherwise modified except by an
                  instrument in writing signed by both parties.

                                   ARTICLE XII

                                     NOTICES
                                     -------


         12.1     Any notice provided for under this Agreement shall be in
                  writing, shall be deemed to have been sufficiently provided
                  and effectively made as of the delivery date if

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                  hand-delivered, or as of the date received if sent by courier
                  service or mailed by registered or certified mail, postage
                  prepaid, and addressed to the receiving party at its
                  respective address as follows:

                  If to Buyer:

                           Vascular Solutions, Inc.
                           6464 Sycamore Court
                           Minneapolis, MN  55369
                           Attn:  Chief Executive Officer

                  If to Seller:

                           Sigma-Aldrich Fine Chemicals
                           3050 Spruce Street
                           St. Louis, MO  63103


                                  ARTICLE XIII

                             INDEPENDENT CONTRACTOR
                             ----------------------

         13.1     The relationship of the parties under this Agreement is that
                  of the independent contractors and not as agents of each other
                  or parties or joint venturers, and neither party shall have
                  the power to bind the other in any way with respect to any
                  obligation to any third party unless a specific power of
                  attorney is provided for such purpose. Each party shall be
                  solely responsible for its own employees and operations.

                                   ARTICLE XIV

                                  FORCE MAJEURE
                                  -------------

         14.1     Neither party shall be liable to the other for failure to
                  perform its obligations under this Agreement where such
                  failure is caused by strikes, fires, embargoes, any
                  governmental act or regulation, acts of God, acts of war,
                  insurrection, riot or civil disturbance, or any other cause
                  not under the control of the defaulting party. If any event of
                  force majeure should occur, the affected party shall promptly
                  give notice thereof to the other party, and the affected party
                  shall use its best effort to cure or correct any such event of
                  force majeure.

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                                   ARTICLE XV

                                  MISCELLANEOUS
                                  -------------

         15.1     Should one of the provisions of this Agreement become or prove
                  to be null and void, such will be without effect on the
                  validity of this Agreement as a whole. Both parties will,
                  however, endeavor to replace the void provision by a valid one
                  that in its economic effect is most consistent with the void
                  provision. Both parties must agree to any such replacement
                  provision in writing.

         15.2     This Agreement shall be governed by and construed in
                  accordance with the laws of the State of Missouri without
                  regard to principles of conflicts of laws.

         15.3     This Agreement constitutes the entire understanding between
                  the parties regarding the subject matter hereof and neither
                  Buyer nor Seller has relied on any representation not
                  expressly set forth or referred to in this Agreement.

         15.4     Each party hereto agrees to execute, acknowledge and deliver
                  such further instruments, and to do all such other acts, as
                  may be necessary or appropriate in order to carry out the
                  purposes and intent of this Agreement.

         15.5     The waiver by either party of a breach of any provision
                  contained herein shall be in writing and shall in no way be
                  construed as a waiver of any succeeding breach of such
                  provision or the waiver of the provision itself.





















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         IN WITNESS WHEREOF, the duly authorized representatives of the parties
hereto have caused this Agreement to be executed in duplicated originals.


VASCULAR SOLUTIONS, INC.                      SIGMA-ALDRICH FINE CHEMICALS


By:     _______________________               By:    ___________________________

Name:   _______________________               Name:  ___________________________

Title:  _______________________               Title: ___________________________




























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                          Attachment 1 - Specifications

         The Product shall consist of one Lot of thrombin solution from bovine
plasma, with an expected final yield of at least ** units of thrombin per Lot.
Seller shall attempt to maximize the final yield of each Lot, and Seller shall
not decrease the amount of source material in any Lot without the approval of
Buyer. Each Lot shall contain a Certificate of Analysis from Seller in the Form
attached hereto and a Certificate of U.S. Origin of the bovine material.
Finished specifications of the Product are as follows:

<TABLE>
<CAPTION>
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    TEST DESCRIPTION [Test Code]                   SPECIFICATION                       SPECIFICATION       TESTING
                                                                                       RANGE               LABORATORY
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
<S>                                                <C>                                 <C>                 <C>
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    ---------------------------------------------- ----------------------------------- ------------------- ----------------
    **                                             **                                  **                  **
    -----------------------------------------------------------------------------------------------------------------------
    **
    -----------------------------------------------------------------------------------------------------------------------
</TABLE>

         Each Lot shall be stored either as a frozen liquid or lyophilized
powder at a concentration of ** unit aliquots per container. Lot shall be
shipped in bulk to Buyer at a monitored temperature of less than ** with
appropriate protective packaging.

**













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CERTIFICATE OF ANALYSIS, TO BE ON COMPANY LETTER HEAD

                             Certificate of Analysis

DESCRIPTION  __________________________
PART NUMBER  __________________________
LOT NUMBER   __________________________
QUANTITY ______________________________  EXPIRATION DATE ___________

<TABLE>
<CAPTION>
-------------------------------------------------- ----------------------------------- -------------------
TEST DESCRIPTION                                   SPECIFICATION                       Result
-------------------------------------------------- ----------------------------------- -------------------
<S>                                                <C>                                 <C>
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
**                                                 **
-------------------------------------------------- ----------------------------------- -------------------
</TABLE>

Sigma Aldrich certifies that the above test results are correct, and conform to
the specification requirements defined above.

Attached is the material of animal origin certifications for this specific lot
of Thrombin. These certifications meet the requirements set forth in EN 12442.


-----------------------------------
Quality Assurance          Date
Sigma Aldrich Fine Chemicals
CERTIFICATE OF ANALYSIS, TO BE ON COMPANY LETTER HEAD


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                    CERTIFICATE OF MATERIAL OF ANIMAL ORIGIN

                      Certificate Number _________________


Country in which animal was slaughtered                    ____________________


Country of Origin                                          ____________________


Approval Number of Slaughterhouse                          ____________________


Establishment Name and Location                            ____________________


Material of (Animal Species)                               ____________________


Age of Animal                                              ____________________


Nature of tissue or Organ                                  ____________________


Packaging Materials used                                   ____________________


Number of Containers/Packages                              ____________________


Name of Veterinarian                                       ____________________


Collection Dates                                           ____________________



----------------------------------------------------
Quality Assurance                  Date
Sigma Aldrich Fine Chemicals

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                             Attachment 2 - Pricing

         The price for each of the first three Lots of Product purchased
pursuant to Section 5.6 shall be **; provided, however, that if the first Lot of
Product as manufactured is not suitable for Buyer's commercial use, the price of
the first Lot of Product shall be lowered to an amount equal to Seller's actual
costs of manufacture of the first Lot of Product and a fourth Lot of Product
shall be manufactured at a price of **. In addition, with the purchase price of
the first Lot of Product Buyer shall pay Seller an amount equal to ** for
one-time equipment expenses for the purchase of equipment dedicated to the
production of the Product. The equipment purchased with this one-time payment
shall be as follows:

**

**




         The price for each subsequent Lot of Product purchased under this
Agreement through the end of the First Contract Year shall be determined
according to the following table:

------------------------------------- ----------------------------------
 TOTAL NUMBER OF LOTS PURCHASED IN
         THE CONTRACT YEAR                      PRICE PER LOT
------------------------------------- ----------------------------------
                 1                                   **
------------------------------------- ----------------------------------
                 2                                   **
------------------------------------- ----------------------------------
                 3                                   **
------------------------------------- ----------------------------------
                 4                                   **
------------------------------------- ----------------------------------
                5-6                                  **
------------------------------------- ----------------------------------
                7-8                                  **
------------------------------------- ----------------------------------
             9 or more                               **
------------------------------------- ----------------------------------

         The price for Product purchased in each Contract Year after the First
Contract Year shall be adjusted pursuant to Sections 4.1 and 4.3 of this
Agreement.











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                                  Attachment 3
                                  ------------
                            CORPORATE QUALITY CONTROL
                            -------------------------
                                Stability Studies
                                -----------------

STUDY DESIGN

         o        ACCELERATED: 0, 1, 2, 3, AND 6 MONTHS AT 2-8 (DEGREE)C
         o        LONG-TERM: 0, 3, 6, 9, 12, 18, AND 24 MONTHS AT -20 (DEGREE)C

ASSUMPTIONS

         o        ACCELERATED AND LONG TERM WILL BE RUN CONCURRENTLY.
         o        RELEASE TESTING WILL BE USED FOR TIME 0.
         o        STABILITY STUDIES BEGIN WITHIN 4 WEEKS OF RELEASE.
         o        DOES NOT INCLUDE INTERMEDIATE CONDITION TESTING AND STORING OR
                  ADDITIONAL TESTING OF SAMPLE.
         o        DEGRADATION STUDIES: PERFORMED PRIOR TO STABILITY STUDIES
                  UNLESS OTHERWISE SPECIFIED

DELIVERABLES:
         o        SUBMISSION AND APPROVAL OF LONG TERM AND ACCELERATED PROTOCOLS
                  BEFORE STABILITY STUDIES BEGIN
         o        DATA TABLES AVAILABLE AT EACH INTERVAL AS REQUESTED
         o        FINAL REPORT AT THE COMPLETION OF EACH PROTOCOL

ESTIMATED TIME REQUIREMENTS FOR STABILITY STUDIES FOR 1 LOT

--------------------------------- --------------------- -------------------
                                       ACCELERATED           LONG-TERM
--------------------------------- --------------------- -------------------
               **                          **                   **
--------------------------------- --------------------- -------------------
**                                         **                   **
--------------------------------- --------------------- -------------------
**
--------------------------------- --------------------- -------------------
**
--------------------------------- --------------------- -------------------
**
--------------------------------- --------------------- -------------------
**                                         **                   **
--------------------------------- --------------------- -------------------
HOURS TO COMPLETE STUDY                    **                   **
--------------------------------- --------------------- -------------------
HRS. TO PREPARE PROTOCOL                   **                   **
--------------------------------- --------------------- -------------------
HRS. TO LAUNCH STUDY                       **                   **
--------------------------------- --------------------- -------------------
HRS. TO PREPARE INTERIM REPORTS            **                   **
--------------------------------- --------------------- -------------------
HRS. TO PREPARE FINAL REPORT               **                   **
--------------------------------- --------------------- -------------------
TOTAL HRS. FOR ALL PHASES OF               **                   **
STUDY
--------------------------------- --------------------- -------------------
**


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                          Summary For Stability Studies
                          -----------------------------
o        ESTIMATED COST FOR ACCELERATED STUDY: **
o        ESTIMATED COST LONG-TERM STUDY: **
o        ESTIMATED COST FOR ACCELERATED AND LONG-TERM STUDIES = **

DEGRADATION STUDIES - POSSIBLE FORCED DEGRADATION PROCESSES AND TESTING
**


































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